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Get filing alertsShutterstock-Getty Images merger to terminate July 6 after UK regulator demands editorial sale
Filed July 1, 2026 · Period ending June 30, 2026 · ~1 min read
Key Changes
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Getty Images board voted to terminate the merger agreement after July 6, 2026, rather than sell Shutterstock's editorial business as required by UK Competition and Markets Authority for regulatory clearance.
Item 7.01 — Regulation FD Disclosure verify on EDGAR → -
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UK regulator conditioned merger approval on divesting Shutterstock's editorial business; Getty Images chose not to pursue the required divestiture, making the deal impossible to complete.
Item 7.01 — Regulation FD Disclosure verify on EDGAR → -
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CEO Paul Hennessy emphasized Shutterstock's strong standalone position with strong cash, modest leverage, and robust free cash flow to fund investments in products, customers, and employees.
Item 7.01 — Regulation FD Disclosure verify on EDGAR → -
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Company will provide business and strategic plan update during second quarter earnings release following merger termination.
Item 7.01 — Regulation FD Disclosure verify on EDGAR →
Summary
Shutterstock's proposed merger with Getty Images, announced January 6, 2025, will terminate on July 6, 2026, after Getty Images' board unanimously decided not to sell Shutterstock's editorial business as required by the UK Competition and Markets Authority. The CMA conditioned its approval of the merger on this divestiture, and without regulatory clearance, the deal cannot proceed. The merger agreement will automatically terminate after the July 6 deadline passes.
For Shutterstock shareholders, this returns the company to standalone operations after approximately 18 months of merger uncertainty. CEO Paul Hennessy framed the outcome positively, citing the company's strong cash position, modest leverage, and robust free cash flow generation as enabling continued investment in products, customers, and employees. The company will detail its post-merger strategic direction during its upcoming second quarter earnings release, which investors should watch for clarity on capital allocation priorities and growth strategy absent the Getty Images combination.
Section-by-Section Diff
Event · Item 8.01 — Other Events
8-K incorporates Item 7.01 disclosure by reference into Item 8.01; content not provided in filing excerpt.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
The first two paragraphs of Item 7.01 above are hereby incorporated into this Item 8.01 by reference.
The filing discloses an Item 8.01 Other Events entry that incorporates by reference the first two paragraphs of Item 7.01. The actual content of Item 7.01 is not included in the provided excerpt, so the nature of the disclosed event cannot be determined from this text alone.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jul 6, 2026 · How we verify